Sample
      Form of Purchase Contract of Cobalt-60 Radiation Sources Used in [    ]

     

    Contract
      Number: 

     


    Time
      of
      Signing:

     

    Place
      of
      Signing:

     

    Party A:
      Shenzhen Hyper Technology Incorporation

    Add.:
      Building 507, Block B, Yinglida Digital Garden, Golden Flower Road, Fu Tian
      Bonded Area, Shenzhen

    
      	
              Tel:
                0755-25331326

            	
              Fax:
                0755-25331366

            
	
              Postcode:
                518038

            	
               

            


    

    


    Party B:                    

    Add.:                    

    
      	
              Tel:                    

            	
              Fax:                    

            
	
              Postcode:                    

            	
               

            


    

     

    After
      friendly negotiation, Party A and Party B agrees to enter this
      Contract, under which Party A consigns Party B the matter related to
      processing and manufacture of Cobalt-60 radiation sources used in [    ].

     

    
      	
              1.

            	
              Subject
                Matter and Currency Amount:

            


    

     

    Party A
      orders from Party B of __ sets of Cobalt-60 radiation sources used in
      [    ]. The price of
      each set is RMB__. The total amount of this contract is RMB__.

     

    
      	
              2.

            	
              Responsibilities
                and obligations of Party A

            


    

     

    
      	 	
              (1)

            	
              Party A
                shall provide one set of Cobalt source jacket drawings (appendix 1),
                one set of source cell (so-called “lift basket” for source loading)
                drawings (appendix 2), and “Technical Requirements for Cobalt-60 Radiation
                Sources Used in [    ]”
                (appendix 3), one copy of “Quality Assurance Agreement of Cobalt-60
                Radiation Sources Used in [    ]”
                (appendix 4), and “Confidentiality agreement” (appendix
                5).

            


    

     

    
      	 	
              (2)

            	
              Party A
                shall provide the tungalloy parts used in the Cobalt source
                jacket.

            


    

     

    
      	 	
              (3)

            	
              Party A
                shall provide the transportation for the above-mentioned Cobalt sources
                container.

            


    

     

    
      	 	
              (4)

            	
              Party A
                shall provide the gauges for inspecting the Cobalt source
                jackets.

            


    

     

    
      	
              3.

            	
              Responsibilities
                and obligations of Party B

            


    

     

    
      	 	
              (1)

            	
              Party B
                shall examine and proof the sketch of Cobalt source jacket provided
                by
                Party A.

            


    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      	 	
              (2)

            	
              Party B
                shall perform the welding tests for at least 5 simulation sources
                and
                profile cutting in order to check the welding techniques and
                quality.

            


    

     

    
      	 	
              (3)

            	
              Party B
                is responsible for manufacturing the Cobalt source
                jackets.

            


    

     

    
      	 	
              (4)

            	
              Party B
                is responsible for manufacturing, sealed packing, and inspecting
                the
                sources as per the “Technical requirements for Cobalt-60 radiation sources
                used in [    ]”
                (appendix 3).

            


    

     

    
      	 	
              (5)

            	
              Party B
                should place and store the Cobalt sources in the transporting source
                cell
                (so-called “lift basket”) and lead container according to the technical
                requirements offered by
                Party A.

            


    

     

    
      	 	
              (6)

            	
              Party B
                should handle the Cobalt sources transportation
                formalities.

            


    

     

    
      	 	
              (7)

            	
              Party B
                is responsible for shipping the Cobalt sources to the place designated
                by
                Party A. (The shipping cost would be paid by
                Party A).

            


    

     

    
      	 	
              (8)

            	
              Party B
                should comply with the Confidential Agreement signed by both parties
                (appendix 5).

            


    

     

    
      	
              4.

            	
              Date
                of delivery

            


    

     

    Party A
      shall give Party B written notice of the exact date of delivery for each
      set of Cobalt sources two months before each source loading Party B shall
      guarantee the progress requirements.

     

    
      	
              5.

            	
              Payment

            


    

     

    
      	 	
              (1)

            	
              After
                the contract takes effect, Party A shall pay Party B 30% of the
                total amount for the sources involved as advance payment upon the
                installation plan determined by both
                parties.

            


    

     

    
      	 	
              (2)

            	
              Upon
                the acceptance inspection by the two parties at the place where
                Party B locates, Party A shall pay Party B 60% of the total
                amount for such set of sources.

            


    

     

    
      	 	
              (3)

            	
              Within
                30 days upon the receipt of each set of the finished sources, acceptance
                inspection and completion of the installation of sources, Party A
                shall pay Party B the remaining payment for the set of
                sources.

            


    

     

    
      	 	
              (4)

            	
              Within
                1 week upon the receipt of the total amount for each set of sources,
                Party B shall issue formal value-added tax invoice to Party A as
                beneficiary.

            


    

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

    
      	
              6.

            	
              Quality
                control and acceptance inspection

            


    

     

    
      	 	
              (1)

            	
              Upon
                the completion of manufacture of Cobalt source jackets , Party B
                shall examine them as per the drawings with 100% certainty. When
                the
                Cobalt source jackets are confirmed to be qualified and approved
                through
                the recheck of Party A, sealed packing by welding can be
                processed.

            


    

     

    
      	 	
              (2)

            	
              Before
                the Cobalt sources are installed into the lead container, Party A
                shall appoint someone to conduct the inspection according to relevant
                articles under the appendix 1, 2, 3 and 4 upon the receipt of the
                notification for acceptance inspection from Party B; meanwhile, the
                Cobalt sources shall be deemed as being delivered. If there are problems
                with the quantity, quality, and technical problems during the inspection
                process, Party A is entitled the right to request Party B to
                compensate for the loss.

            


    

     

    
      	 	
              (3)

            	
              Product
                acceptance inspection shall be carried out in accordance with “Technical
                requirements for Cobalt-60 radiation sources used in [    ]”
                (Appendix 3) and “Quality Assurance Agreement of Cobalt-60 Radiation
                Sources Used in [    ]”
                (Appendix 4).

            


    

     

    
      	
              7.

            	
              Delivery
                and transportation

            


    

     

    
      	 	
              (1)

            	
              15
                days before the delivery of each set of the Cobalt sources, Party A
                shall send Party B a written notification of the place of delivery
                (in China only) and the evidence documents for the installation of
                the
                radiation sources approved by the relevant local authorized administration
                department where Cobalt sources is
                delivered.

            


    

     

    
      	 	
              (2)

            	
              Party B
                shall transport the finished sources to the place designated by
                Party A. Before the shipment, Party B must provide Party A
                one duplicate of all the documents and information required for the
                sources transportation.

            


    

     

    
      	 	
              (3)

            	
              Party A
                shall bear the for transportation fee for the sources from the place
                where
                Party B is located to the
                hospital.

            


    

     

    
      	
              8.

            	
              Liabilities
                for breach of contract

            


    

     

    If
      Party B delays in delivery, for each day of delay, Party B should pay
      to Party A 0.1% of the total amount for the goods delayed as a penalty. Any
      delay due to the Cobalt source quantity, quality or technical problems, it
      shall
      be deemed as the delay of Party B. If the reason of delay is because
      Party A can not pickup the goods on time, then after 30 days that
      Party B keep the Cobalt source free of charge. Party A shall pay
      Party B (__)% of the total amount for the goods delayed as the warehouse
      fee.

     

    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    
      	
              9.

            	
              Force
                Majeure

            


    

     

    In
      the
      event of earthquake, typhoon, flood, fire, war, or other unforeseen events,
      the
      happening and consequences of which are unpreventable and unavoidable, the
      affected party shall notify the other Party About the regarding the events
      of the force majeure in time by telegraph, and within 15 days thereafter, the
      affected party shall provide detailed information of the events and a valid
      document explaining the reason for its inability to perform the contract. Such
      valid document shall be issued by the local notary department where the event
      occurs. According to the effects of the event on the performance of the
      contract, both parties shall, through consultation, decide whether to terminate
      the contract, or to exempt part of obligations for implementation of the
      contract, or whether to delay the performance of the contract.

     

    
      	
              10.

            	
              The
                Modification and Supplement of the
                Contract

            


    

     

    After
      the
      contract takes effect, both parties are not allowed to modify or terminate
      it at
      will. In case of any matters not mentioned herein, both parties shall agree
      to
      reach an agreement through consultation, and only after both parties sign a
      supplemental contract modification or supplement of the contract shall come
      into
      effect.. The supplementary contract shall have the equal validity of the
      contract.

     

    
      	
              11.

            	
              Arbitration

            


    

     

    Any
      disputes arising from carrying out the contract, both parties should negotiate
      friendly for settlement. If negotiation fails to resolve the dispute, either
      party is entitled to file a suit related to the Cobalt source radioactivity
      to
      the National Institute of Metrology; other suits shall be filed to a People’s
      Court.

     

    
      	
              12.

            	
              Reclamation
                of decommissioned sources

            


    

     

    Party B
      is responsible for the reclamation of the decommissioned sources when the Cobalt
      sources involved in the contract complete their services. The disposal charge
      would be paid by Party A. The exact charge is subject to further
      negotiation.

     

    
      	
              13.

            	
              Appendixes
                of contract

            


    

     

    5
      appendixes attached to the contract are the inseparable parts of the contract
      and have the equal validity of the contract.

     

    Appendix
      1: One set of the Cobalt source jacket drawings

     

    Appendix
      2: One set of the source cell drawings (source cell: so-called “lift basket” for
      source loading)

     

    Appendix
      3: “Technical requirements for Cobalt-60 radiation sources used in [    ]”

     

    Appendix
      4: “Quality assurance agreement of Cobalt-60 radiation sources used in [    ]”

     

    Appendix
      5: “Confidential agreement”

     

    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    


    Party A:
      Shenzhen Hyper Technology Incorporation

     

    Representative:

     

    Date:                    

     

    Party B:                     

     

    Representative:                    

     

    Date:                    

     

    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    

     

    Appendix
      1:

     

    [Technical
      Drawing of cobalt source
      jacket]

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Appendix
      2:

     

    [Technical
      Drawing of source cell]

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    Appendix
      3:

     

    Technical
      Requirements for Cobalt-60 Radiation Sources Used in [    ]

     

    
      	
              1.

            	
              The
                total radioactivity for each set of Cobalt-60 radiation sources is
                not
                less than 5400Ci+10%, and total 18 Cobalt source jackets are in sealed
                packing as 18 single sources, and the activity of each single source
                is
                300Ci+10%.

            


    

     

    
      	
              2.

            	
              Each
                single source is made up of the Cobalt grain with 220-240Ci/g in
                specific
                radioactivity, 1mm in diameter, and 1mm long, sealed packed in stainless
                jacket by welding. The radioactivity consistency of 18 sources meets
                the
                requirement that the difference between the max and min is not more
                than
                10%.

            


    

     

    
      	
              3.

            	
              The
                source jacket drawings (Appendix 1) are offered by Party A.
                Party B can make modification to the sketch drawings according to the
                welding techniques, the Cobalt grain actual specific activity and
                the heat
                expansion dimension of the source jacket based on experience and
                simulation experiments, but the final drawing has to be approved
                by
                Party A.

            


    

     

    
      	
              4.

            	
              The
                measurement of the radioactivity of the sources must be standardized.
                Considering the self-absorption of the sources and the revision of
                the
                measurement environment, the uncertainty of the measurement is limited
                within +/-10%.

            


    

     

    
      	
              5.

            	
              The
                safety of the sources needs to be inspected according to
                GB18871-2002.

            


    

     

    
      	
              6.

            	
              The
                service life of the sources is ten years and within the service life,
                no
                radiation leakage or contamination is
                allowed.

            


    

     

    
      	
              7.

            	
              Party B
                must have fairly accurate measurement of the source outside diameter
                and
                constant temperature in a hot cave, for example, by the gauge inspection,
                etc.

            


    

     

    
      	
              8.

            	
              Party B
                must clean and remove the rust from the source cell (“lift basket”) which
                transports the Cobalt-60 radiation sources used in [    ], and
                Party B should offer Party A the source loading and source
                acquisition procedure.

            


    

     

    
      	
              9.

            	
              For
                the sealed source to be installed into the [    ], the
                arrangement of the sources in the source cell, and the coupling of
                the
                source cell with the lead container, are designed by Party A
                specially according to the registration data of the sources, which
                would
                be presented to Party B.

            


    

     

    
      	
              10.

            	
              Each
                sealed source must be registered by Party B for its radioactivity,
                safety class, manufacturing date and measurement date. And Party B
                should offer the measurement reports to
                Party A.

            


    

     

    
      	
              Party A:
                Shenzhen Hyper Technology Incorporation

            	 	
              Party B:                    

            
	 	 	 
	
              Representative:                    

            	 	
              Representative:                    

            
	 	 	 
	
              Date:                    

            	 	
              Date:                    

            


    

     

    
      
        
        

      

      
        6

        
          

        

      

      
        
        

      

    


    Appendix
      4:

     

    Quality
      Assurance Agreement of Cobalt-60 Radiation Sources Used in [    ]

     

    Shenzhen
      Hyper Technology Incorporation (Party A)
      and                     
      (Party B)
      now comes to the agreement hereunder after friendly negotiation, in the respect
      of the quality assurance of the Cobalt-60 radiation sources used
      in [    ] that
      Party A commissioned Party B to manufacture. The stipulated clauses in
      this agreement have to be strictly followed.

     

    
      	
              1.

            	
              Party B
                shall manufacture the Cobalt sources strictly comply with the technical
                requirements for Cobalt-60 radiation resources used in [    ]
                (appendix 3) and the Cobalt-60 radiation source jacket drawings (appendix
                1) confirmed by both parties. Thus, Party B shall provide to
                Party A with qualified
                products.

            


    

     

    
      	
              2.

            	
              Party B
                shall make detailed quality plan as for the Cobalt-60 radiation sources
                manufacturing, and provide a copy of the plan before the start of
                the
                manufacturings. After review and check of the plan according to the
                related requirements of the quality management procedure, Party A has
                the right to present opinions and request Party B to make change
                accordingly. The quality plan shall include at least the following
                contents:

            


    

     

    
      	 	
              a.

            	
              Quality
                assurance measure

            


    

     

    
      	 	
              b.

            	
              Quality
                control procedure

            


    

     

    
      	
            	c.	
              Organization
                structure and scope of authority

            


    

     

    
      	 	
              c.

            	
              Quality
                elements, quality standard and application
                documents.

            


    

     

    
      	
              3.

            	
              Party A
                is entitled to send someone to do the quality follow-up check on
                the site
                where Party B manufactures the devices. Party B should provide
                on-site cooperation and convenience to assist Party A to complete the
                check. The objective for Party A to do such quality follow-up check
                is to monitor and control the quality during the manufacture process,
                but
                such monitor and control shall neither exempt nor reduce Party B’s
                responsibilities under this Contract and the appendixes hereunder
                on
                quality, delivery schedule and
                etc..

            


    

     

    
      	
              4.

            	
              Party B
                should do classified designing and performance test strictly following
                the
                classification requirements in the ANSI N542-1997 for sealed radiation
                sources, and keep the test records. Party A is entitled to review
                these test records during the process of the ex-works inspection
                on the
                Cobalt sources.

            


    

     

    
      	
              5.

            	
              It’s
                a mandatory procedure to take welding tests for at least 10 simulation
                sources, and do profile cutting in order to check the welding technique
                and quality.

            


    

     

    
      	
              6.

            	
              Party B
                shall provide Party A with the radioactivity measurement or
                calculation methods, error analysis, leakage test methods, and
                contamination test methods of single Cobalt
                source.

            


    

     

    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    

     

    
      	
              7.

            	
              After
                the manufacture of the Cobalt source jacket completes, Party B shall
                set up quality hold point. Before the process of sealed packing by
                welding
                starts, it is mandatory to perform the following procedures strictly
                and
                step over the hold point discretionarily is not
                allowed.

            


    

     

    
      	 	
              a.

            	
              Party B
                shall inspect all parts as per the drawings requirements with 100%
                completion, and record inspection in
                details.

            


    

     

    
      	 	
              b.

            	
              The
                heat and cool dimension of the outmost layer jacket of each Cobalt
                source
                should be measured strictly inside a hot cave(room?). The dimension
                shall
                be kept consistent with the requirements indicated in
                drawings.

            


    

     

    
      	 	
              c.

            	
              With
                under qualified products, Party B shall print permanent obvious mark
                on such products and separate them from
                outside.

            


    

     

    
      	 	
              d.

            	
              Party A
                shall recheck the products which have been passed the examination
                by
                Party B and shall signed recognition an on the Party B’s
                examination report, upon the satisfaction of the
                recheck.

            


    

     

    Until
      the
      above procedures complete and the standards meet the above mentioned
      requirements completely , the products are not allowed to transfer to the sealed
      packing.

     

    
      	
              8.

            	
              It
                is mandatory to measure the normal temperature of each Cobalt source
                when
                each has been done with sealed packing by welding but not been loaded
                into
                the source cell (“lift basket”). At least 5 single sources need to be
                measured and the average of the result should be recorded in the
                test
                report.

            


    

     

    
      	
              9.

            	
              Upon
                the acceptance examination of first set of Cobalt sources, Party B
                shall provide Party A with the following
                documents:

            


    

     

    
      	 	
              a.

            	
              Quality
                plan

            


    

     

    
      	 	
              b.

            	
              Sealed
                source classified design, test methods and
                results

            


    

     

    
      	 	
              c.

            	
              Welding
                technique and quality examination
                records

            


    

     

    
      	 	
              d.

            	
              The
                heat and cool dimension of the outmost layer
                jacket

            


    

     

    
      	 	
              e.

            	
              The
                normal temperature of single source

            


    

     

    
      	 	
              f.

            	
              Radioactivity
                measurement methods and error
                analysis

            


    

     

    
      	 	
              g.

            	
              Radioactivity
                measurement certification

            


    

     

    
      	 	
              h.

            	
              Leakage
                inspection certification

            


    

     

    
      	 	
              i.

            	
              Contamination
                inspection certification

            


    

     

    
      	 	
              j.

            	
              The
                test results of the exposed dose after the loading into the lead
                container

            


    

     

    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    

     

    
      	 	
              k.

            	
              Quality
                Certificate

            


    

     

    For
      the
      subsequent Cobalt sources, Party B shall provide Party A the “g” and
“k” of the above documents only.

     

    
      	
              10.

            	
              After
                Cobalt sources are shipped to the place of delivery designated by
                Party A, Party A shall notify Party B of the exact date of
                source loading. Party B is entitled to send someone to take part in
                the Cobalt source replacement for [    ] and
                measurement process, and to have the delivery inspection of the Cobalt
                sources together with Party A. Party A shall offer convenience
                at work for the people designated by Party B. When the delivered
                sources are qualified after examination, the two parties sign the
                check
                acceptance certificate, the Cobalt sources thus being regarded as
                delivered. If Party B is unable to send someone to take part in the
                acceptance examination, the examination result from Party A is still
                considered effective. During the inspection, Party A is entitled to
                refuse the acceptance of the sources or lodge a claim under quality
                problems such as the Cobalt source total radioactivity does not meet
                the
                required specification, and the source jacket heat expansion leads
                to
                difficulties in source replacement or quantity is in shortage,
                etc.

            


    

     

    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    

     

    
      	
              Party A:
                Shenzhen Hyper Technology Incorporation

            	 	
              Party B:                    

            
	 	 	 
	
              Representative                    

            	 	
              Representative:                    

            
	 	 	 
	
              Date:                    

            	 	
              Date:                    

            


    

     

    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    


    Appendix
      5 :

     

    Confidentiality
      Agreement

     

    Shenzhen
      Hyper Technology Incorporation (Party A)
      and                     
      (Party B)
      came to the following agreements for the confidentiality of the Cobalt-60
      radiation sources used in [    ] that
      Party A commissioned Party B to manufacture.

     

    
      	
              1.

            	
              For
                the completion of the manufacturing of Cobalt-60 radiation sources
                used
                in [    ] as
                per
                the requirements of Party A, Party A provides Party B the
                related technical information and technical requirements (“info.”
                hereafter)

            


    

     

    
      	
              2.

            	
              Party B
                guarantee that the info, shall only be used for Party A to the
                manufactures the Cobalt-60 radiation sources used in [    ], and
                shall not be for any other purposes. The Cobalt-60 radiation sources
                involved in the confidential agreement are the products that Party A
                ordered exclusively from Party B. Without written consent from
                Party A, Party B shall not be allowed to provide the product to
                any other party.

            


    

     

    
      	
              3.

            	
              The
                info, mentioned in the first clause of the agreement is provided
                only for
                the personnel who take part in the manufacturing and designing of
                the
                Cobalt-60 radiation sources used in [    ]. Others,
                except the above mentioned personnel, shall not be allowed to have
                any
                contact with such info. Party B shall guarantee to adopt all the
                effective measures to keep strict confidentiality of all the info.
                (including the written, oral info., fax, or storage data, etc.),
                and
                guarantee that all the personnel who participate in shall not disclose
                the
                info, to anybody else as well.

            


    

     

    
      	
              4.

            	
              Without
                the written consent from Party A, Party B shall not be allowed
                to copy or transcribe the info.

            


    

     

    
      	
              5.

            	
              after
                Party B finishes the manufacturing of all the radiation sources, or
                both parties terminate the Purchasing Contract, Party B shall return
                Party A all the info.. (including the copies or floppy disks, etc.
                which are made with the consent of
                Party A.).

            


    

     

    
      	
              6.

            	
              If
                Party B violates the stipulations of the agreement, Party B
                shall agree to undertake the responsibility for breach of this Agreement,
                and compensate Party A for the
                loss.

            


    

     

    
      	
              Party A:
                Shenzhen Hyper Technology Incorporation

            	 	
              Party B:                    

            
	 	 	 
	
              Representative:                    

            	 	
              Representative:                    

            
	 	 	 
	
              Date:                    

            	 	
              Date:                    

            


    

     

    
      
        
        

      

      
        11